The conditions set forth herein shall apply to all transactions for the supply of goods and/or hardware, software and/or equipment (collectively the “Products”) by way of sale entered into, or to be entered into, between Syrex (Pty) Ltd, hereinafter referred to as “Syrex” and the Client being any legal person, firm, partnership, close corporation or company, hereinafter referred to as “the Client”:
- In the event that the Client requires Products to be purchased, which Syrex is able to provide by way of a sale to the Client, Syrex shall provide the Client with a quotation therefor and send same to the Client for acceptance.
- Unless otherwise specified in a quotation and subject to fluctuations in the exchange rate, a quotation shall remain open for acceptance by the Client for a period of 7 (Seven) Business Days from the date of receipt thereof by the Client, whereafter it shall expire and no longer be capable of acceptance by the Client, unless otherwise agreed in writing by Syrex.
- Upon acceptance of a quotation, same may not be cancelled, in whole, or in part, or varied in any manner whatsoever, unless confirmed in writing by Syrex.
- Suppliers may levy a quote rejection fee at their own rates.
- To the extent that a quotation is executed:
- the Product described therein shall be provided to the Client on the terms and conditions set out in this Agreement and/or the relevant manufacturer’s warranty;
- Save as may be expressly provided for in a quotation, or otherwise, the Products are provided by Syrex to the Client on an “as is” basis. Syrex makes no further warranties whether express, implied in law or residual, including without limitation, the warranties of merchantability, all of which are excluded.
- the Client acknowledges and agrees that:
- Syrex gives no warranties in respect of the Product. Warranties are solely provided by the manufacturer of the Product;
- it shall at all times use the Product in accordance with, and comply with the terms and conditions set out by the manufacturer and the Client hereby indemnifies Syrex against all claims, losses, damages or expenses suffered or incurred by Syrex as a result of or attributable to the Client’s use of the Product and/or a breach by the Client of the provisions of the Manufacturer;
- a return credit will only be considered, in the sole and absolute discretion of Syrex, if the Product is returned complete and with the original packaging within 7 (seven) days of delivery thereof by Syrex or the Manufacturer. Suppliers require Warranty and Swap-outs Items to be returned with full packaging and as such Syrex will only be able to honour these swap outs if the suppliers’ requirements are met. Syrex Warranty Swap-outs within the first year include free delivery and collection;
- The onus shall be on the Client to satisfy itself that the Products are for the purpose for which the Products are to be used, there is no obligation on Syrex to guarantee such suitability.
- Upon acceptance of a quotation, Syrex will issue an invoice for payment.
- Invoices are payable on a COD basis unless otherwise agreed.
- Payment shall be effected in South African Currency, without deduction or set-off.
- 50% deposits are required on any amount exceeding R10000.00 to secure the order.
- All labour associated with the installation of new or repaired devices performed onsite or remotely is billable.
- Delivery and collection fees may be charged at R175.00 ex VAT per trip on all quotes less than R5000.00 ex VAT.
- Prices are subject to change resulting from fluctuations in foreign exchange rates.
Any time or date specified for delivery by Syrex or the Client, in respect of any sale, shall be an approximation and guide only.
Syrex endeavours to effect delivery on any date specified by it or agreed upon by it, but does not give any warranties of whatsoever nature or kind and it shall not be held responsible for any damages of whatsoever nature, or loss of profit, or any consequential or indirect damages which the Client may suffer as a result of such later delivery.
The risk in and to the Products purchased shall pass to the Client upon delivery. Such delivery will be deemed to have been effected upon tender of the Products for acceptance by the Client within normal business hours, at the Clients place of business or such other place nominated by the Client, or Syrex’s place of business, if the Client elects to collect the Products.
Unless the Client gives timeous notice of the partial delivery, the Client shall be deemed to have received the Products as set out in the delivery note and relevant invoices.
Limitation of Liability
Syrex shall not be liable under any circumstances whatsoever, for any loss of profit or other special damages, out of any act of negligence and or omission on the part of Syrex and/or its employees or for any other reason with the foregoing.
Client will defend, indemnify, and hold harmless Syrex, their respective subsidiaries, affiliates, successors, and assigns and their respective directors, officers, shareholders, and employees from and against any loss, injury, death, damage, liability, claim, deficiency, action, judgment, interest, award, penalty, fine, cost, fees (including import and export customs fees), or expense (including reasonable attorney and professional fees and costs, and the cost of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers) (“Claims”) arising out of or occurring in connection with the negligence or wilful misconduct of Client or its employees or agents, including but not limited to: (i) any misuse or modification of the Products by Client or its employees or agents, (ii) any act (or failure to act) by Client or its employees or agents in contravention of any safety procedures or instructions that Syrex or the manufacturer provides to Client or its employees or agents, or (iii) the failure to store, install, operate, or maintain the Products in accordance with the instructions thereof.
No variation, amendment or alteration of these Conditions of Sale shall be of any force or effect unless reduced to writing and signed by a duly authorised representative of Syrex and the Client.
Wherever, in these Conditions, provision is made for the amendment or variation thereof between the Client and Syrex, in writing, the onus shall be on the Client to establish that the representative of Syrex, in entering into such variation or amendment to the terms hereof, was authorised to do so.
If the agreement becomes wholly or partially impossible to perform due to causes beyond the control of Syrex, such causes to include, but not be including vis major, casus fortuitus, any act of God, strike, theft, fire, explosion, riot, insurrection or other civil disorder, war (whether declared or not) or military operations, international restrictions, any requirement of any international authority, any requirement of any government or other competent local authority, any court order, export control and shortage of transport facilities, Syrex shall be permitted to terminate this agreement at its discretion. If deliveries of Products are delayed as a result of such causes, Syrex shall not be construed as being in breach of this agreement.
Where the Client, in any way, breaches the terms of this agreement, and does not remedy same within 24 hours of verbal or written warning to that effect, then Syrex, at its own discretion may terminate this agreement and claim the return of the Products or immediate payment of the balance of the purchase price and shall be entitled retain any monies already received from the Client, as damages.